Corporate Governance

1. Report on corporate governance promotion:
   (1)Develop intellectual property management plans that are linked to operational objectives
   (2)Program to prevent dishonest behavior and insider trading
   (3)Risk management
   (4)Information security management
   (5)Environmental sustainability
2. Report on the inventory and schedule planning of greenhouse gas.
3. Work plan report on sustainability disclosure.
4. IFRS sustainability and climate-related risk and opportunity identification results report. 
5. IFRS sustainability disclosure guidelines implementation status report.
6. Passed the formulation of the "Personal Data Protection Policy."
7. Passed the formulation of the "Customer Rights Policy."
8. Approval of the 2025 director compensation and employee compensation allocation ratio plan, 2.5% is allocated for employee compensation and 2% for director compensation, to be distributed in cash. Among the aforementioned employee compensation amounts, it is expected that at least 50% will be allocated to grassroots employees.
9. Approval of the lease of real estate to three subsidiaries: Tung Kang Steel Structure Corp., Tung Kang Wind Power Corp., and Tung Kang Engineering & Construction Corp.
10. Approval of the proposal for subsidiary Tung Ho Steel Vietnam Corp., Ltd. to apply for a short-term financing facility from the Company. 
11. Approval of the guarantee for the short-term credit facility applied for by affiliated company FUJIAN SINO-JAPAN METAL CORP. with Cathay United Bank (China) Co., Ltd., Shenzhen Branch.  

Capital Expenditure Budget Proposal for the Expansion and Modification of the Dust Collection System at the Taoyuan Work.

1. Board of Directors Performance External Evaluation Report.
2. Passed the liability insurance report of directors, supervisors and major staff.
3. Approval of the Consolidated Financial Report for the 3rd Quarter of 2025.
4. Passed the accountant's public expenses review proposal for 2025.
5. Approval of the Company's “Corporate Value Enhancement Plan”
6. Passed the amendment of the "Articles of Incorporation".
7. Approval of the Capital Expenditure Budget for the Main Motor Replacement Project at the Rolling Mill Division of the Miaoli Work. 
8. Approval of the proposal to lease the right-of-use assets of real estate to Tung Kang Steel Structure Corp. 
9. Approval of the application by Subsidiary Tung Kang Wind Power Corp. to Lease the Company's Factory Roofs for Installation of a Solar Photovoltaic System.
10. Approved the proposal for subsidiary Tung Ho Steel Vietnam Corp., Ltd. to apply for a short-term financing facility from the Company.
11. Approval of the endorsement guarantee application submitted by subsidiary Tung Ho Steel Vietnam Corp., Ltd. to Mega International Commercial Bank to reduce the credit limit to US$15 million. 
12. Passed the endorsement and guaranteed the application for renewal of the short-term credit facility for the subsidiary Tung Ho Steel Vietnam Corp., Ltd. with Taishin International Bank.
13. Passed the endorsement and guaranteed the application for renewal of the short-term credit facility for the subsidiary Tung Ho Steel Vietnam Corp., Ltd. with First Commercial Bank(Ho Chi Minh City Branch and Offshore Banking Unit Joint Control).
14. Passed the endorsement and guaranteed the application for renewal of the short-term credit facility for the subsidiary Tung Ho Steel Vietnam Corp., Ltd. with Standard Chartered Bank (Vietnam) Limited - Ho Chi Minh City Branch. 

1. Report on the inventory and schedule planning of greenhouse gas.
2. Report on the Qualifications and Eligibility of the Company's Independent Directors During Their Term of Office.
3. Approved the Consolidated Financial Report for the 2nd Quarter of 2025.
4. Approved the capital expenditure budget for the Miaoli Works overhead crane replacement and related projects.
5. Approved the proposal for subsidiary Tung Ho Steel Vietnam Corp., Ltd. to apply for a short-term financing facility from the Company.
6. Approved the endorsement and guarantee for the credit line application for the subsidiary Tung Ho Steel Vietnam Corp., Ltd. with Vietcombank.
7. Approved the endorsement and guarantee for the renewal of the credit facility for the subsidiary Tung Ho Steel Vietnam Corp., Ltd. with CTBC Bank Co., Ltd.
8. Approved the endorsement and guarantee for the renewal of a short-term credit line for the subsidiary Tung Ho Steel Vietnam Corp., Ltd. with Mega International Commercial Bank.
9. Approved the endorsement and guarantee for the renewal of a short-term credit line for the subsidiary Tung Ho Steel Vietnam Corp., Ltd. with Taipei Fubon Commercial Bank.
10. Approved the endorsement and guarantee for the renewal of a short-term credit line for the subsidiary Tung Ho Steel Vietnam Corp., Ltd. with Hua Nan Bank.
11. Approved the endorsement and guarantee for the renewal of a short-term credit line for the subsidiary Tung Ho Steel Vietnam Corp., Ltd. with Mizuho Bank.
12. Approved the endorsement and guarantee for the application of a short-term credit facility for the subsidiary FUJIAN SINO-JAPAN METAL CORP. with Chang Hwa Commercial Bank Fuzhou Branch.

1. Report on the inventory and schedule planning of greenhouse gas.
2. Approval of the formulation of greenhouse gas management strategies, reduction targets, and plans.
3. Approval of the Sustainability & Climate Related Financial Disclosure (IFRS S1 & S2) Report 2025.
4. Approval of the proposal for subsidiary Tung Ho Steel Vietnam Corp., Ltd. to apply for a short-term financing facility from the Company.
    

1. Approval of the Consolidated Financial Report for the First Quarter of 2025.
2. Passed setting the entire group's 2035 carbon reduction targets and renewable energy usage targets: (1) Carbon reduction by 30%: In 2035, the total carbon emissions will be reduced by 30% compared with 2021. (2) RE30: In 2035, 30% of the total electricity consumption will come from renewable energy.
3. Passed the issuance of the 2024 Sustainability Report and communication with stakeholders.
4. Passed the establishment of the “Modern Slavery Statement”.
5. Passed the participate in urban renewal projects through self-commissioned construction.
6. Passed the endorsement and guarantee the application of short-term credit facility for the subsidiary FUJIAN SINO-JAPAN METAL CORP. with Mizuho Bank.
7. Passed the endorsement and guarantee the application of short-term credit facility for the subsidiary FUJIAN SINO-JAPAN METAL CORP. with MUFG Bank.

1. 2024 Board of directors internal performance evaluation report.
2. Report on the inventory and schedule planning of greenhouse gas.
3. IFRS S1 & S2 disclosure report.
4. Passed the replacement of the Company's signing CPA by KPMG.
5. Passed the independence and suitability evaluation of the accountant.
6. Passed the distribution of employee and director remuneration for 2024. The total employee remuneration was NT$136,813,089, and the total remuneration to directors was NT$109,450,472. 
7. Passed the 2024 business report and financial report.
8. Passed the Company's 2024 earnings appropriation of cash dividend at NT$4 per share.
9. Established the baseline date for distribution of cash dividends and issue date in 2024.
10. Passed the proposal to define the scope of frontline employees.
11. Passed the amendment of the "Articles of Incorporation".
12. Passed the amendment of the "Procedures for Acquisition or Disposal of Assets".
13. Passed the formulation of convening the 2025 regular meeting of shareholders of the Company and acceptance of proposals from shareholders holding more than 1% of shares.
14. Approved the donation to the "Tung Ho Steel Culture Foundation" for organizing refining projects and related activities, along with operational expenses.
15. Approval of the proposal for subsidiary Tung Ho Steel Vietnam Corp., Ltd. to apply for a short-term financing facility from the Company.
16. Passed the endorsement/ guarantee for the subsidiary Tung Ho Steel Vietnam Corp., Ltd. for the renewal of the short term credit obligation in Yuanta Commercial Bank.
17. Passed the endorsement/ guarantee for the subsidiary Tung Ho Steel Vietnam Corp., Ltd. for the renewal of the short term credit obligation in Cathay United Bank.

By December 30, 2025, the 25th Board of Directors had convened 20 meetings, and in 2025, the board met 7 times.
The attendance status is as follows:

On October 14, 2025, a company-wide intellectual property inventory was conducted, covering trade secrets, patents, and trademarks. The trade secret inventory included the storage methods, locations, user departments, authorized personnel, file lending procedures, and retention periods for sensitive documents.

The inventory results identified 2 patents, with an increase of 1 new patent ("Rebar Quantity Calculation System") compared to the previous year. There are 86 trademarks with valid rights periods (73 in Taiwan, 13 in China). These results align with verification checks from the Taiwan Intellectual Property Office (TIPO) and the China National Intellectual Property Administration (CNIPA).

Through regular tracking and management, the Company reinforces awareness and cognition of intellectual property protection, identifies IP protection risks, and implements early prevention measures. The relevant implementation status was reported to the 20th meeting of the 25th Board of Directors on December 30, 2025.

The Sustainable Development Committee serves as the dedicated unit for the Company’s ethical management. It is responsible for formulating and overseeing the implementation of ethical management policies and prevention programs. The Committee convenes at least twice a year and consists of three members, with more than half being independent directors.

The Company’s ethical management policy is to "treat all stakeholders with fairness, integrity, and honesty." The "Ethical Corporate Management Best Practice Principles," "Procedures for Ethical Management and Guidelines for Conduct" have been formulated, approved by the Board of Directors, implemented, and publicly disclosed on the Company’s website. To implement this policy, a "Commitment to Integrity" has been established for signature by management and employees, and a "Statement of Compliance with Ethical Management" has been established for signature by directors.

The execution of ethical management is discussed by the Sustainable Development Committee and reported to the Board of Directors annually. On December 1, 2025, all units conducted an unethical conduct risk assessment. The overall assessment result was low risk; for items assessed as medium risk by specific departments, prevention programs and measures have been drafted. The implementation status of the 2025 prevention program for unethical conduct was reported to the 20th meeting of the 25th Board of Directors on December 30, 2025.

1. Advocacy and Reminders: On Jan 17, Apr 7, Jul 10, and Oct 7, 2025, advocacy was conducted for directors and managers, reminding them to comply with internal regulations to safeguard shareholder rights and ensure equal treatment of shareholders.

2. Trading Controls: Control measures for insiders regarding stock trading upon learning of financial reports or relevant performance content include (but are not limited to) prohibiting directors from trading their shares during the closed period of 30 days prior to the announcement of the annual financial report and 15 days prior to the announcement of quarterly financial reports. Internal emails are sent quarterly to remind insiders of the Board meeting dates and the prohibition on buying/selling company stock during closed periods.

3. Regulatory Education: On Apr 2, Jul 4, and Oct 21, 2025, directors and managers were educated on common violations regarding insider shareholding as highlighted by the Taiwan Stock Exchange (TWSE). Insiders were reminded to comply with relevant regulations when trading to reduce inadvertent violations due to unfamiliarity with the law.

4. External Training (July): On July 25, 2025, the TWSE commissioned the Securities and Futures Institute (SFI) to hold the "2025 Insider Equity Trading Legal Compliance Advocacy Session." Two participants (Corporate Governance Officer and stock affairs personnel) attended for a total of 6 person-hours.

5. External Training (Oct/Dec): On Oct 3 and Dec 1, 2025, the TWSE commissioned the SFI to hold the "2025 Insider Equity Trading Legal Compliance Advocacy Session." Three participants (Insiders, stock affairs personnel, and Corporate Governance Officer) attended for a total of 9 person-hours.

6. Internal Online Advocacy: On December 1, 2025, online advocacy regarding insider trading laws was conducted via the internal company platform. The target audience included directors (including independent directors), the entire company (general staff and senior executives), and employees of affiliated enterprises, to establish correct concepts regarding company equity trading.

7. Anti-Corruption Training: On November 24, 2025, a training course titled "Case Analysis and Thinking on Corruption Prevention" was held. Participants included supervisors at the section level and above, sales personnel, information/trade and materials personnel, finance/accounting personnel, and procurement personnel from the Company and affiliated enterprises. A total of 246 people participated, totaling 492 person-hours.

The relevant implementation status was reported to the 20th meeting of the 25th Board of Directors on December 30, 2025.

1.Establishment of a Dedicated Information Security Unit

In accordance with the internal control system, a dedicated information security unit and an Information Security Officer have been appointed to coordinate and execute company-wide information and communication security management affairs. Additionally, a cross-departmental Information Security Group has been established by the General Manager to oversee the promotion of information security policies, risk management, and the tracking of improvement items.

2. Information Security Management Systems and Measures

(1) Security Policy and Risk Management: Information and communication security policies and relevant management regulations have been formulated. Management measures are reviewed on a rolling basis according to risk levels to mitigate potential security risks.

(2) External Joint Defense and Intelligence Sharing: The Company joined the Taiwan CERT/CSIRT Alliance as a member to reduce security risks through a real-time intelligence sharing mechanism. 

3. 2025 Information Security Resource Investment and Execution Results

(1) Endpoint and System Protection: Continuous inventory and replacement of systems and equipment that have reached End of Support (EOS) by the original manufacturer. Concurrent optimization of firewalls, email security, and Endpoint Detection and Response (EDR) mechanisms.

(2) Vulnerability Scanning and Patching: Regular vulnerability scanning and testing are conducted. For items identified as high risk or above, improvement measures are planned and executed according to risk levels.

(3) Professional Training and Competency Improvement: Relevant personnel attended external professional training courses this year, accumulating 9 person-visits and 139 hours, contributing to the maturity of overall information security protection and management.

(4) Business Continuity Management and Disaster Recovery Drills: Conducted testing drills for the Information Business Continuity Plan (BCP) or Information Security Incident Emergency Response Plan.

(5) Implementation of Multi-Factor Authentication (MFA): MFA mechanisms were introduced for VPN remote connections, strengthening identity verification security by adding a second authentication factor to the account password.

4. Information Security Education and Drills

(1) Education and Training: Seven information security training videos were planned and provided on the company learning platform this year. Colleagues were required to select at least four courses based on actual needs, achieving a completion rate of 81.82%.

(2) Email Social Engineering Drill: A company-wide email social engineering drill was conducted in August. A total of 1,109 employees participated in the test.  Enhanced social engineering email security training was arranged for colleagues who opened the phishing emails.

5. Information Security Management System (ISMS) and Verification

The Company has implemented the ISO 27001 / CNS 27001 Information Security Management System (ISMS) to establish a systematic governance and management process for information security. The verification is valid until October 16, 2025 – April 3, 2026.

The relevant implementation status was reported to the 20th meeting of the 25th Board of Directors on December 30, 2025.

In accordance with the "Corporate Governance Best-Practice Principles for WSE/TPEx Listed Companies", the Company evaluates the independence and suitability of the appointed accountants once a year. The audit certification work for the financial statements of our company for the fiscal year 2025 was undertaken by CPAs Isabel Lee and Ares Jhang from the KPMG International Cooperative. The assessment of the independence and suitability of the appointed accountants in 2025, based on the Audit Quality Indicators (AQIs), was reviewed by the Audit Committee during its 13th meeting of the 3rd session on February 25, 2025. It was subsequently submitted and approved by the 14th meeting of the 25th term of the board on February 25, 2025.

Referring to the audit quality disclosure framework with 5 major dimensions and 13 audit quality indicators provided by KPMG, the audit quality evaluation of the firm and the audit team is as follows: